Worse than a Nightmare, Better than a Dream
by Stainless Steel Fox
Summary: Princess Luna is the Guardian of Dreams, protecting the ponies of Equestria during her nightly vigil. But when a new threat, living nightmares invade the dream realm, she needs help. Somepony who must learn the ways of a dream guardian, fight back the invasion while Luna seeks it's source. Three guesses who, and the first two don't count!
1. Chapter 1 - Twilight

Chapter 1 - Twilight

Twilight Sparkle cringed in front of her liege and mentor as the alicorn princess lambasted her. She was on the carpet, both literally and figuratively, directly in front of the throne. The Princess of the Sun's eyes were flaring as if about to blast her with solar flames, and her voice was close to doing the job already.

"You call this a Friendship report? You were sent to Ponyville to learn and study important things, things vital to the safety of Equestria, and all I get are puerile homilies, worthless restatements of things every-pony knows, every pony that isn't a socially inept recluse! You have failed me utterly with this trash!"

A wrapped scroll of paper that had been held in her telekinetic grip suddenly flared and vanished in a blaze of flame that was so hot it didn't even leave ashes.

"I've spent too much time on this, this idiocy! Consider your mission in Ponyville terminated immediately. I should do the same to you, or at least send you to a prison on the moon to properly reflect on your crimes, but I think instead I should send you to a place of learning more suited to your level of skill! Guards, take her back to magic kindergarten!"

"Nooo! Princess, please!" Twilight Sparkle managed to gasp out as two larger than life Royal guards with glowing white eyes hauled her up by the shoulders. Suddenly they vanished in twin blasts of moonlight.

"Stop! Thou art not my dear sister, thou unclean shade!" As Twilight Sparkle slumped down, a dark winged form flew over her to stand between her and Princess Celestia.

"Princess Luna? I don't…" Twilight Sparkle was still too stunned to process what had just happened.

"Don't interfere, little sister, or would you like to spend another thousand years on the moon?" The white alicorn gave an evil grin that looked utterly out of place on her.

"Thou no longer hast the Elements of Harmony, and if you did, they would avail you not, for you have no love or friendship in your heart to power them!"

Princess Luna glanced back at Twilight. "Think! Would mine dear sister ever treat thee in this shameful manner? If thy work were insufficient, she would give whatever aid thou required to improve it, not dismiss you thus."

It hit Twilight like a flowerpot, followed by and anvil, a cart and a piano. Princess Luna was right! This couldn't be Princess Celestia, which meant… "A changeling! Queen Chrysalis?"

Luna was suddenly blasted backwards into a pillar by a solar flare that emerged from Princess Celestia's horn. "ENOUGH! I AM PRINCESS CELESTIA, SOLAR INVICTUS! YOU WILL BOTH PAY FOR THIS INSOLENCE!"

Twilight thought rapidly as she got to her feet. If Chrysalis had replaced Princess Celestia, what pony's love would she be stealing? The answer was easy; the whole kingdom loved their princess… This was very extremely not good. "She must be consuming the love of every pony in Equestria! How can we defeat her?"

She dodged out of the way as a blast of solar power incinerated the carpet she'd been standing on and left a deep crater in the stone flags underneath.

Luna's voice came back, weak and in pain, but still unconquered. "You are the Element of Magic, and my elder sister's favourite student, and your love for her goes beyond most any-pony else's. You alone may be able to strip the power this charlatan has stolen away."

Twilight was suddenly bathed in light, but this was not the heat of a solar flare. Instead a cool wash of moonlight enveloped her. "I give you my love for my sister, and grant you my power, so that you may defeat this evil!"

Twilight felt amazing, as if every pore in her body was overflowing with power. Another solar flare hit her but splashed, pushing her back before she dug her hooves in. She flared out wings which she hadn't realised she had and lowered her horn, which felt like it had grown a hoof in length. "You have hurt Princess Luna, and kidnapped Princess Celestia! You aren't her, you never will be her! Now give her back!"

Her failsafe spell, designed to cancel any enchantment or magical effect blasted forth at the false Princess who defended herself with a beam of solar energy. However Twilight's spell was empowered by an alicorn's power levels and all the love for her mentor she could muster. The fake's expression became one of anger, and then fear as the he two powers duelled and Twilight pushed her solar beam steadily back.

However, her spell stopped only a few hooves from the other's horn, the two forces forming parabolic fans of power that splashed and sprayed away from the meeting point. The false Princess Celestia lost her look of terror and gave an evil laugh.

"Why… why isn't it working?" Twilight gasped.

She heard Princess Luna's voice. "In your heart of hearts, there is still a shadow of doubt that Princess Celestia truly believes you worthy of her patronage, that she might do such terrible things if you failed her. This thing used that against you, and now it is the only thing blocking you from defeating it utterly. You must face that fear, defeat it, and only then will you defeat this creature."

"I know she wouldn't…" Twilight's failsafe beam was pushed back a hoof. She gritted her teeth and pushed, not outwards but inwards. Words weren't enough, especially when in her heart of hearts she knew they weren't true. There was a part of her that worried that the Princess _would_ punish her if she failed or made some terrible mistake.

Celestia was an immortal alicorn with thousands of years of wisdom, while she was just a regular unicorn. Princess Celestia must have mentored hundreds like her, unicorns far more powerful and far wiser than she was. She'd chosen Twilight, given her care and attention, but what if Twilight couldn't deliver in return? She'd been given tasks of great importance, if she failed in some way, ponies, the whole of Equestria could be hurt. She'd deserve to be punished…

As her introspection got more and more frantic, her beam had been pushed back further, but now it held steady as she had an epiphany. Yes, Princess Celestia had known all those great and powerful unicorns, even mortal alicorns like Princess Cadence, but she had chosen _Twilight_ as her student, to carry on that tradition. She had millennia of experience, so she must know something about picking correctly.

Ultimately, she believed Twilight _could_ handle the tasks she required of her. It was Twilight herself who doubted. She was the one who imagined such horrible fates, because she felt the stakes were so high. But of the two, Princess Celestia had the experience, and the knowledge to decide what she could and couldn't handle. She wanted Twilight to succeed, to learn, as Princess Luna had said. As long as Twilight did her best, even if she made mistakes, Princess Celestia would help her to overcome them, not punish her.

Her eyes opened, and the force projecting from her horn redoubled, forcing the solar beam back once more. "Princess Celestia expects great things from me, but she would always help me accomplish them! She believes in me, and now, I believe in her."

She started walking forward up the lower ramp leading to the throne, the energy streaming from her horn pushing her opponent's attack back. "You are nothing like her, no matter what form you hide behind! I love her without limit, and I will do whatever it takes to help her!"

The fake Celestia's eyes widened. "No! No! It can't be possible…"

The tiara of the Element of Magic appeared on Twilight's head, and her eyes whited out as her spell blasted forward and shattered her foe's final desperate defence. It engulfed the fake Princess with a sudden flash, and left nothing but a fading shriek and a cloud of dark smoke that evaporated away.

"I… I destroyed her?" Twilight suddenly felt sick, Chrysalis may have been an utterly evil parasite, but she was a living creature, not some echo created by a mirror pool. She collapsed to her knees, staring at the throne. The crimson carpet that lead up to it had been burned away in the battle, and reflection that stared back at her from the metal ramp underneath was that of a purple alicorn, similar in size to Luna. "I only meant to strip her of her powers, banish her…"

"That you did." Luna came up alongside her, and laid a wing across her shoulders. Twilight shifted back to her normal unicorn form, but the Princess's benediction was not just a way to recover her power. Her wing curled over Twilight in a hug. "However, it was not a changeling you faced, but a nightmare."

"A nightmare? But that means…. This is a dream?" She instinctively looked around, trying to feel the difference, and as often happened when you realised you were in a dream, it started to fade.

"Yes, but more than just a dream!" Luna called out. "It is a threat to all of Equestria, and one that will need your skills!"

She was fading with the dream, but her final words were, "Cast a sleeping spell when you awake, that I may explain…"

Twilight suddenly jerked awake, finding herself in her bed at Golden Oaks library. Her bedclothes were all tangled up, and she was sweating. "Whoa! I really need to stop snacking when I pull a late night study session."

She looked out of the window at the moon. Had Luna's presence been real, or just another part of her dream? She'd learned about Luna's ability to dream-walk after that Nightmare Night, when she'd decided to find out whatever she could about the restored Princess. There weren't many records, but one of her secondary titles was the Guardian of Dreams. That was clearly exactly what she'd done in Twilight's case.

Looking back on it, she should have realised it wasn't real. Princess Celestia, talking about executing her over a bad friendship report? The nightmare had really gone over the top there, but one of the things about dreams was that when you were in them, you accepted the craziest things as reality. But how could a nightmare, however horrid, be a threat to Equestria?

A shadow flickered across the moon, the outline of a pony's head in profile, and a familiar profile at that. That decided her course of action, doing as the Princess had asked, seemed the best way to find out was to do exactly what was going on. A sleep spell would only work for a few minutes, but if the body was ready for it, natural sleep would take over after that, and while the spell was in effect even knowing she was dreaming wouldn't wake her. That should be long enough…

A whimpering from the direction of Spike's bed caught her attention. So she wasn't the only one who'd had a nightmare. For a moment, she considered waking him up, but decided that it was as easy to tell Princess Luna about it when she saw her again, and get her to do something about it from inside the dream. She tucked herself back down between the covers, and cast the sleep spell. Her eyes grew heavy, and her mind grew fuzzy.

When she found herself thinking clearly again, she was in a featureless grey mist. A figure loomed in front of her, and resolved itself into the Princess. "Come, Twilight Sparkle! There is much for you to learn."

Twilight wasn't sure exactly how she was doing it, but she followed the Princess and found herself on a balcony, looking out over a grey plain with craters and brilliant rays of splash debris. Worn and eroded mountain peaks peeked over the horizon while above, the stars were brilliant and unwinking, glorious beyond even the clearest night sky.

The balcony had multiple telescopes, of a size and quality that made her drool. All of them were pointed in the direction of a globe that was gloriously marbled in blue and white. She realised that had to be Equestria, as they must be on the moon. This made her stop and look around again. She was on the moon! This must be part of the dream, but considering who had created this dream, the details were probably accurate.

"My Night Palace," Luna said, smiling. "This is my watchtower, and my keep, from which I observe the dream realm."

Supressing the part of her that wanted to sqeee and bounce up and down like a little filly, Twilight turned to see the palace itself. The balcony projected from a faceted tower of ebony stone and purple crystal that speared up from the surface far below. It was surmounted by many angular spires, with graceful flying buttresses and bridges that arced between them. Waterfalls of silvery liquid flowed down through pools and viaducts that flowed throughout the structure. It was not the white splendour of Canterlot, but it had its own majesty and beauty.

"Come, we have much to do! Time in the dream realm is not that of the real world, but even my powers can not stretch this moment forever." Luna led her inside the palace, through elegant but spartan chambers and across high, narrow walkways that lay between neighbouring towers.

They entered a large chamber that was equal parts study, workshop and laboratory. Star charts covered one wall, in front of a vast draftsman's bench, and other deeper parts had arrays of alchemical equipment through which more of the silvery liquid bubbled and fumed. However, the central section was devoted to magical studies.

Free standing bookshelves carried ancient tomes and racks of scrolls, while others lay open but stacked up haphazardly on the many benches and tables that lay scattered through the area. Magical devices and instruments of manifold uses also rested amongst them. Twilight found that she was again drooling, and quickly wiped her mouth.

Her distraction quickly came to an end as they reached the centre, and a magic circle that was the mystical equivalent of six feet of force-field jacketed, case hardened neutronium armour plate. Suspended within it was a smoky figure, vaguely equine, with glowing purple eye-slits as its only feature.

Twilight hadn't gotten to be Princess Celestia's protege by being slow on the uptake. "A nightmare?… wait, nightmares have an independent physical form?"

"Yes and no." Princess Luna answered, her magic lifting one of the bulkier pieces of equipment, a thing of eye-pieces and lenses, and using it to examine the creature. "Nightmares are created within a pony when some bad though or feeling expresses itself within their dreams. It had no independent existence. My job is to help them resolve the nightmare, either by helping them to see that their fears are groundless, as I did with you, or if their fear has a genuine cause, convincing them to resolve that cause in the real world.

"But this, this is something I have never seen in all my eons as a guardian. Hundreds of them, thousands have flooded the land. They seek a sleeping pony's mind, and invade it, using what they find there to bring to life their worst possible nightmare…"

"Spike!" Twilight's eyes widened as she remembered what she'd seen. "Princess, Spike has been affected, we have to go help him!"

The Princess's voice stopped her in her tracks as she turned to go. "Hold! We shall help him, and all the others so afflicted, but you have more to learn before you can do so effectively. Did you wake him?"

"No, maybe I should have…"

"It is as well you did not. From what I have discovered thus far, they feed on the suffering of their victims, and will simply lie dormant when the mind awakes, only to assault it again when sleep returns. Only if they are defeated will they be destroyed. As I told you, in this place I can stretch a single moment greatly, so I have ample time to prepare you to face this foe and defeat it."

"But Princess, surely you can do it yourself! You did for me."

"I have tried…" A touch of tiredness entered her voice, and for the first time Twilight really looked at Luna, rather than the Princess. She saw the alicorn's eyes were weary and her wings were drooping slightly, but then Luna straightened up and she wondered if she'd simply imagined it. "However, there are many of them, too many for me to handle alone, and I must also seek the source of these creatures, to stop more from spawning."

"I'll help however I can, but wouldn't Princess Celestia be more useful, or my big brother and Cadence? I would guess these things would be hurt or destroyed by daylight, and if they are creatures of fear, the magic of love and protection should banish them too. I'm only a regular unicorn."

She heard the chuckle in Luna's voice. "You are as quick witted as you are modest, Twilight. You are also wrong, you are anything _but_ a regular unicorn. My sister, Cadence and Shining Armour are already doing what they can. As I have the Night Palace, my sister has her Garden of Sunlight. She dwells there even now, and I have brought them both to her.

"They even now combine their magic in a spell of protection that extends the effect of her garden throughout the dream realm of Equestria. No Nightmare may essay that protection without being destroyed, so no new nightmares may infest the dreams of ponies. However, those already ensconced within a mind are protected, shielded.

"To destroy them, you must enter those ponies' nightmares and help them to fight whatever form that Nightmare has taken. But mark this well, it must ultimately be that pony themselves who defeats the Nightmare, or some remnant may remain, feeding off the residual fear until it can once more spring forth full blown."

"What if I wake up? What if they wake up? How do I…"

Luna held up a hoof, which stopped the flow of questions. "Fear not, I shall teach you the spells and disciplines that will allow you to remain in the dream realm, even knowing it for what it is, travel it at will, and to enter the dreams of others and aid them. This is a great power I entrust you with, and one that has great potential for misuse. However, my sister has faith in you, and I believe it is well founded."

She smiled. "I find it somewhat appropriate. After all, you are Twilight, the cusp between day and night, and it is only meet that you learn from us both."

Despite the seriousness of the situation, Twilight's eyes sparkled. It had been a great honour to receive training from Princess Celestia. However, to have Princess Luna train her as well, and in a whole new branch of magic… "I promise I'll be careful, only use it to help ponies!"

"Of that I am sure." Luna gave a small smile. "You may not be alone in your quest, it is possible that the bonds of friendship you have with the other Bearers of the Elements of Harmony will allow you to take them with you. They have proved adept at solving problems in the past, and as long as you impress upon them the gravity of the situation, I am willing to extend my trust to them."

Twilight gave a sigh of relief. She was glad this wasn't a solo test, if the task had strained the vitality and powers of an alicorn, it was not one she wanted to face alone. She examined the trapped Nightmare with a more critical eye, her analytical side coming to the fore. If she was going to fight these things, she needed to know as much about them as possible. They seemed to draw their sustenance from fear, which suggested something like a Windigo, but their natural form as a dark mist suggested another possibility.

"So what exactly is it? Some new form of Windigo? Some remnant of King Sombra, or Nightmare Moon…" she suddenly stuttered to a halt. "Oh my gosh! I'm sorry Princess!"

However, Princess Luna didn't seem affronted. "Do not worry, Twilight, I have made my peace with that part of my past. Nightmare Moon was a thing of evil and madness, lunacy, if you will. My own memories of that time are well, a nightmare, and my memories of her imprisonment here thankfully hazy. I am well rid of it, as I told you that Nightmare Night. Indeed, it occurs to me that I never actually thanked you for that."

"You said you couldn't be happier…"

"That is not the same thing. Know now that I owe you my deepest thanks. Without your dedication, your leadership of the other bearers, I would never have been reborn, and Nightmare Moon's insane scheme would have come to pass. Bring night eternal simply so she could show off the night sky? Ponies would have been too busy starving and freezing to death to appreciate it. But as I said, she was insane, unable to see the consequences of her actions."

"I did wonder about that, it never made sense…" Suddenly Twilight's brain connected a number of unrelated facts. One thousand years, the defeat of King Sombra who manifested as a black cloud, as did Nightmare Moon. "King Sombra cursed you as well as the crystal ponies! Even a speck of his horn was enough to corrupt the land within the Crystal Empire, he wanted you to destroy everything in vengeance for defeating him!"

Luna ducked her head in acknowledgement. "It is as you surmised. Though we ourselves did not fully realise that until the Crystal Empire reappeared. That same spell that banished it for a thousand years banished even the memory of it from most ponies, and even affected our own recollections.

"I remember more clearly now, while I was unhappy that so few ponies appreciated my night, it was hardly the sort of thing that would cause me to go insane with rage. I had my duties as Dream Guardian, and my other responsibilities for the Night Court. But after we faced Sombra, then my anger began to grow. That seed you spoke of must have latched onto my unhappiness and fed it, nurtured it until it blazed forth as…"

"Nightmare Moon! It all makes sense now! Do you think he knew Princess Celestia would seal her up for a thousand years the same way he was? Oh my gosh, he could have planned it that way so that when he re-emerged he'd have an ally! Maybe he just misjudged the timing slightly, or he didn't count on Princess Celestia finding replacement bearers for the Elements with you unable to assist her!"

Luna looked shocked. "That… is a disturbing thought. In truth, he was a fiendish opponent, with plans within plans and contingencies for everything. For all his power, Discord was far less subtle. Of course that same power meant he never needed to be."

Twilight turned back to the trapped Nightmare. "Well I'm fairly certain this isn't Discord's work. As you said, he isn't usually this subtle, and it's been months since he was turned back to stone. He'd never have set a plan in motion that would take this much time to mature. He had the patience and attitudes of a spoilt foal."

Luna shook her head. "And yet my sister believes he could be a force for great good if he could be made to see the error of his ways…"

"Like that could ever happen!" Twilight smirked, then realised that she'd just contradicted Princess Celestia. With a more thoughtful expression, she qualified her statement. "At least I don't see how it could."

"Nor I, truth be told. But my sister has always had a gentler heart than I." Luna shook her head, moving around to observe the Nightmare for herself. "I do not believe this is any part of Nightmare Moon either. I am more familiar with the foul magical essence of that creature than I ever want to be."

Her horn glowed and a number of instruments, all focussed on the magic circle, started to orbit her. "King Sombra, or some form of Windigo? Maybe even a fusion of the two? Tis possible the creatures found some remnant of his essence after the Crystal Heart shattered him, and consumed, or were consumed by it. I am less familiar with their thaumic signatures, so I can not be sure."

She moved to the big workbench, the instruments floating back to their resting places, and from one of the hundreds of cubbyholes took down a scroll that expanded as she brought it down. She unrolled it to reveal a beautifully detailed map of Equestria and its surroundings. "In light of that, it might be as well to patrol the frozen north first. The infestation has spread far and wide, but there was no pattern as to when and where it struck. If your surmise is right, there may be some clue to be found there."

She returned her attention to Twilight. "But first I must instruct you in the disciplines and duties of a Dream Guardian."

Twilight stood tall and looked into her eyes. "I'm ready. Princess."

The ancient alicorn, gave a small smile. "Call me Luna. Of the many ponies I have known, few have earned the right more fully than you. For myself, I look forward to calling you student."


	2. Chapter 2 - Evening

Chapter 2- Evening

Twilight stood on the observation balcony once more, but now she wore a brassard with Luna's cutie-mark emblazoned on it. According to her new mentor, in the real world only seconds had passed, but within the timeless moment Luna's magic had produced, it had felt a lot longer. Within the dream realm there was no need to eat or sleep, though the mind and spirit still needed to rest and Luna had used that to the fullest.

Many of the books in the workshop were now as familiar to her as those at Golden Oaks, and intensively learned and well-practiced new spells were hers to command. She had expected Luna to be a harsh taskmaster, but in truth it had usually been Luna calling a halt while Twilight was still ready for more.

In those enforced rest periods, she'd still learned things, such as the composition and manufacturing of liquid moonlight, or moonshine, the silvery liquid she'd seen when she first arrived. It was to moonlight as the liquid rainbow manufactured by pegasi was to rainbows. In its raw form it was also a cool, refreshing drink that made even Sweet Apple Acres famed cider seem dull. It also had other uses.

She'd also learned a lot of history, for although the last thousand years had been lost to her, Princess Luna had lived through the ages before that. All that accumulated knowledge had been available to Twilight, and she'd taken every advantage of it. Luna was a surprisingly capable storyteller, with a love of theatre, and had a sense of humour that was both lively and sharp. She sometimes still dropped into Pre-Classical Equestrian when stressed or lost in thought, but that just added to the charm.

The final thing she'd learned was to see Luna herself differently. Before this night, she'd been Princess Luna, to be respected and obeyed. Now she was Luna, as much a mentor and a friend as Princess Celestia. Maybe she was even more so, as the Sun Princess had never had the time to spend so long in tutoring one on one.

Of course, she had loved Princess Luna before, in the manner of a subject for a good ruler. Now she loved Luna, the pony behind the royal regalia. So she was determined not to disappoint her. She'd even asked if Luna wanted to come with her on her first dream intrusion, to make sure she was doing it right, but Luna had demurred with a smile, saying she was quite capable of doing it without aid.

There was another quite practical reason for her going it alone. Once away from the Night Palace, Luna would not be able to massively accelerate their experiential time. Twilight would be interacting with the real world, which would require real time, and Luna had her own mission that could not be delayed.

First Twilight had to prepare. She went over to the largest telescope, and used it to examine the globe above. It was darkened (Luna had tweaked the light levels slightly when they'd first arrived for dramatic effect) but on the surface were countless tiny coloured lights, like diamond dust on navy silk. However they were not the lights of cities and towns, except in a roundabout way, instead they were a representation of every sleeping mind in Equestria.

Zooming in and adjusting the focus, she scanned the globe while casting one of the complex spells that Luna had taught her. Most were gold or blue or crimson, the colours of joy and love, but some smouldered in hues of purple and green, and some glowed blacker than the background. Twilight had never seen something glow black before, and wished she wasn't seeing it now.

There were far too many of the last sort, each the sign of a sleeping mind overtaken by one of the foreign Nightmares. Regular nightmares of purple and green would have to take lower priority. Completing her sweep, she released the spell, which formed a shimmering sphere replicating the positions of the targeted dreams. She had her map, now she needed a compass.

A rivulet of moonshine dripped down into a small basin in one corner of the balcony, and it was to this she turned. A blob of the silvery liquid was lifted by her telekinesis and brought over by the glittering map sphere. A second spell flowed from her horn, and brought the two together. The liquid moonlight rippled and shifted like mercury, and eventually formed a sphere, or rather the skeleton of a sphere, all curlicues and whorls that joined together to make a cage for the intricate mechanism within.

It was a complex device of whirring gears and ratcheting cogs, driving spinning disks that glowed with engraved runes and magical symbols. A lens was embedded in the 'north pole' of the device, and multiple smaller medallions were scattered around the surface, each with its own symbol. While it looked fragile, the solid phase of moonlight, moon-silver, was stronger and tougher than a titanium alloy, making it about as delicate as a rock.

Twilight's telekinetic touch lightly activated a combination on the medallions, and an image of Spike formed over the lens, then dissolved into a glowing arrow. Please that the dream compass seemed to be working correctly, she shrunk it down, and placed it in a hollow in her brassard which had snapped open as the sphere approached. Turning her face to the night sky, she linked her mind to the destination the compass was feeding her, and cast another spell.

She disappeared in a flash of moonlight, and reappeared in her own bedroom. It was not really that different to her regular teleportation, but far more powerful. Her own power reserves, especially in dream form, would have been insufficient to the task, but a fragment of highly polished moon rock, was embedded in the brassard, forming the lunar crescent of the Luna's cutie-mark symbol. It acted as a link to the moon and the vast power reserves of the lunar princess.

She felt dizzy, and things seemed to shimmer slightly. She focussed on the lucid dreaming techniques the Princess had taught her, and the world steadied. Now she was no longer in the protected demenses of the Night Palace, she had to guard against the knowledge that she was in a dream state disrupting that very dream, as had happened before. Those same mental disciplines also allowed her to 'see' across the barrier between dream realm and the real world, to orient herself in real space and time. Without them, she would only have seen the formless grey mist she had when Luna had fetched her.

Spike was still tossing and turning, but from the Dream Realm she could see the black swirling aura enveloping him. She was eager to rescue him, but to truly stay stable in the dream realm and use her powers to the fullest, she would need to bring her real body with her. Facing her own sleeping body felt weird and lying down on it was even more so. Her dream form started to sink into it, fading away, but before the process was complete, she cast another spell.

To an observer in the real world, Twilight's body would have vanished, the bedclothes sinking as the body holding them up disappeared. However, Twilight just felt more solid, more real, lying on top of the bed. There was a certain risk in what she was doing, she no longer had the option of waking up if something in a dream hurt her badly, but it was a trade-off she had to pay for the extra power and stability.

Now she could go help Spike. She jumped down off the bed and approached him, placing one hoof on his shoulder with a gentle smile. Then she pushed. There was a moment of darkness and swift movement, then she found herself in daylight, standing on the edges of the Everfree Forest. Not a bright sunny day though, the clouds were grey and gloomy and the light was somehow faded.

In the distance she could see a small figure approaching, a bindle on a pole across his shoulder. She cast a quick spell that gave her a gestalt of the dream, a summary of events, and gave a mental groan. Not this again! Soon after they'd moved to Ponyville, Spike had started having nightmares that she'd send him away. He'd been her only real friend and companion back in Canterlot (Shining Armour was too busy with his Royal Guard duties to hang out with her much), but now she had all her new pony friends.

It was silly, he was so much more than just a friend, and would always have a special place in her heart no matter who else she knew. But just because an idea was crazy, didn't stop you worrying about it. After the events in the Crystal Empire, she though Spike had gotten over. Despite all her new friends, he was her fist friend, her number one assistant, and she thought she'd made it plain that it was one fear that was utterly groundless.

Maybe he had pretty much accepted it, but the Nightmare had clearly found some trace of the original nightmare and reawakened it. Now it was impersonating her, and had clearly contrived a situation where it could play out his worst fear. From her own nightmare she could imagine how compelling that impersonation could be.

From what they'd found, the Nightmare was little more than a mindless ghost, a bodiless hunger, until it invaded a dream, and used the victims own thoughts and memories to create its persona. That meant it's illusions could be very convincing, but it also had the weakness that it could only work within the dream framework, as it had no creativity or initiative of its own, only what it stole. Of course, she also had to work within the dream framework, but she could add things, as long as they didn't break the internal logic of the dream world.

She formulated a plan to get Spike to defeat it, and touched the Lunar symbol on her brassard. It shimmered and vanished, and she was now simply carrying a set of bulging saddlebags. It was time to start the show. She winked just inside the Everfree forest and started walked down the road, heading towards the bedraggled dragon with an unconcerned expression that did not match her roiling inner feelings.

"Spike?" She saw him wince, and felt even worse. That Nightmare was going to suffer for this! She tried to make the frown that formed a concerned one. "What in the wide world of Equestria do you think you're doing?"

"Leaving, like you told me." The little dragon's voice was broken and she felt like crying.

"I don't remember saying anything like that last night, and considering I left to visit Zecora before you got up this morning, I don't see how I could today. Are you sure you've got the right unicorn?"

Spike's puzzled look was infinitely preferable his previous one. "But this morning, I made your breakfast wrong, and then I sneezed and wrecked one of your most valuable books…"

She groaned and put a hoof to her forehead, rubbing it. "You've missed taking your hay-fever tablets again, have you?"

"They taste funny." Spike hung his head.

"Considering I've seen you eat Sweetie Belle's cooking, I don't see why that's a problem. Whatever her cutie-mark is, I guarantee it won't be to do with making food. We'll deal with this damaged book later, for now it sounds like someone's impersonating me. Maybe it's just a mean prank, or maybe…"

"A Changeling?" The little dragon's eyes widened.

'Well done Spike!', Twilight thought. In a way it was more or less true. However, she hoped he wouldn't realise the logical flaw. If it was a changeling, and presumably drawing it's power from Spike's love for her, why would it send him away?

"Maybe, but if it is, I have an answer. I was wondering if some of the Changelings might have fallen short when Cadence and my brother bucked them out of Equestria. Fortunately, Zecora knows a lot about banishing evil spirits, and we had an interesting discussion about how you could defeat a changeling. It may be corporeal, but it has many of the same properties."

"You're going back there?"

"_We_ are going back there!" Twilight ruffled his crest and he ducked with a grin, rather than flinching. "No matter what that fake told you, I'm not going anywhere without my number one assistant."

"But what can I do?"

"Help me double team it." Twilight pretended to think. "I should be able to give you a way to deal with it."

She started pulling clay bottles and wrapped up leaves from her saddle-bags, and laid them out on the ground. Scooping up pinches of the various powders with her telekinesis, she mixed them together in mid-air and dropped the mix into another drawstring pouch.

"Evil thing apart from us, get thee hence to Tartarus!" She tapped the bag with her horn as she spoke the brief incantation and it glowed for a moment in response. Then she picked it up the pouch and handed it to Spike. "This should do the trick. It has a little of Zecora's hoo doo, some teleportation magic and just a hint of loganberry. It's effectively a one-shot teleportation spell with a pre-set destination."

"Tartarus?" Spike asked.

"Bingo! But use it carefully. I had to buff the formulas a little to make sure it would do the job, and it may banish more than just Changlings if they get hit with the powder."

She grinned. "However, that shouldn't be a problem. I'll hold her in place well away from anything while you throw the bag."

The pair of them headed back into Ponyville and to Golden Oaks library. As Spike entered, the Nightmare in Twilight's form appeared at the top of the stairs leading to her bedroom.

"You! I told you to…" She saw the purple unicorn following the little dragon in.

Twilight didn't give her time to react. "Next time you pretend to be someone else, make sure the original is out of the way! I suggest you leave, now!"

She followed up her command with a telekinetic yank that hurled the fake Twilight from the balcony and dumped her on the floor. However, the other purple unicorn hauled herself up and threw herself at the real Twilight, horn glowing.

This wasn't a magical duel, or even an artillery duel of magical energy blasts, this was in your muzzle, horn to horn and hoof to hoof combat. Twilight could have destroyed the Nightmare at any time with a single spell, but that wasn't the point of the exercise. Spike had to banish it, and hopefully in the process banish the last vestiges of his fear of abandonment.

He also had to choose, not just follow directions, which was why she'd let her telekinetic grip slip for just a moment so it could grapple her. She gave the fake Twilight an evil moustache and goatee beard, just for the sake of it. The fake Nightmare Twilight was a canny opponent, throwing spells of her own even as they grappled, but she was limited to what Spike remembered she could do.

She finally ended it by using another telekinetic burst to throw them apart, and let herself slump on the floor, sliding a few hooves away. "She's stronger than I thought! I can't keep hold of her. She must have been absorbing a lot of love!"

The Nightmare would know from Spike's mind the details of the plan and her logical response should be… "No, she's the fake! She's trying to fool you again! Use the banishing powder on her."

Spike turned towards her, readying the bag.

Bingo! Twilight suppressed a grin. "No, I'm the real Twilight! She must be reading the plan from your mind, Zecora hypothesised that they might be able to read the minds of some-pony they'd fed on, a residual empathic link, so anything you know about, she will too…"

The fake sneered. "Nice try, you faker. Using the fact that you know about Zecora to make me out as the copy? Pretty low."

Spike was looking helplessly back and forth, unable to choose between the two.

Twilight decided it was time for the final act. "Do it Spike, make a choice! I know I can trust you to do the right thing."

The Nightmare retorted, "Don't listen to her! Just banish her you stupid dragon!"

Spike's indecisive expression firmed up, and he turned and hurled the bag at the Nightmare, even as she realised she'd betrayed herself. "I didn't… Noooo…."

She vanished into a cloud of dark mist that dispersed, and Twilight breathed a sigh of relief that wasn't entirely feigned. While it wouldn't have actually trapped her, since she was able to leave the dream entirely, it wouldn't have been a pleasant experience. More importantly, it would have hurt Spike to be left with that thing. Still, she'd calculated right. The Nightmare was a version of Twilight made up of Spike's darkest fears. It couldn't possibly express love or trust for Spike, as those were contrary to its nature.

She galloped over and scooped Spike up with her horn, going up on her hind legs to swing him around. "Yes! You did it! Oh, well done Spike, well done! I knew you'd be able to distinguish the real me from that fake."

As she placed him down, she realised he looked rather downcast. "I wouldn't have, not until it made that stupid mistake. I'm sorry, I should have been able to figure it out from our bond of friendship or something..."

Twilight smiled, "Silly dragon, our bond goes a lot deeper. Which is why I knew that if I goaded it into showing it's true colours, you'd pick up on it, and do the right thing. You were my first friend, my best friend, and you always will be. I told you in Sombra's palace, and hear me again now, though we might have to be apart for some things, I will _never_ send you away."

She brought him close, and gazed right into his eyes. "Do you believe me now?"

"Yes. Yes I do!" Spike grinned back. He held out his arms and she pulled him into a hug with her fore-hooves. While she might have been playing a role for the rest of the time, there was nothing feigned about what she'd just said. Her pride in how he had handled himself, and expression of how she felt about him were absolutely genuine.

"Now, about that library book…" She giggled at how his face fell. "It's okay Spike, I'm just teasing. In fact, I found a gem as I was coming back from Zecora's…" She levitated a green gemstone slightly larger than her hoof out of her saddlebag.

Spike started drooling, and she floated it over to him. He bit into it, chomping off one end and chewed, savouring the flavour, "Mmmm! Emerald!"

While he devoured the gemstone, she considered her next move. Luna had authorised her to recruit her friends to help, and given her the spells to provide them with a portion of her power and stabilise them in the dream realm through their bond with Twilight. Should Spike be one of them? She'd just stated that he was someone she could trust, but would he understand if he realised that what had just happened had been in part set up or would he feel cheated?

To be honest, she was going to face the same problem with any of her friends who were in the same boat, so maybe she should get practice at explaining it here and now. She thought about how to explain it, but finally decided there was only one way to go. She cast a low power version of the Somnic stabiliser spell, just enough to keep him in the dream realm as long as he didn't actively will himself awake.

"Spike, now that that's done with, I have another vital job to do. Ponies' dreams are being invaded by some kind of new monster, living nightmares. Princess Luna has been fighting them but there are too many of them to deal with by herself, and she has to hunt for their source, so she's trained me to help. She also authorised me to deputise my friends to help me, and I'm hoping you'll be one of them."

Spike gulped down the last of the crushed emerald and licked his lips. "Sure I will! Just tell me what to do when night comes."

"Um… That's the thing… it's already night… and you just fought one."

Spike had glanced out of the window as Twilight made her comment, then looked back at her when her second comment registered. "That was one of these nightmares, not a changeling? But you said it was!"

"Actually I didn't, I just went along with it when you said it." Twilight replied, then sighed, "But that's nit-picking. Yes, I misled you deliberately."

"But that means this is a dream? Everything that happened was a fake?" Twilight winced at the hurt in the little dragon's voice, but she came back immediately.

"NO! Never think that! Some elements of what happened weren't real, and I helped set them up, but you didn't know that, and the decisions you made _were_ real, and so was what I said to you at the end. Yes, I could have destroyed it at any time, but I wasn't able to, not without putting you in danger.

I couldn't do that, in fact I came to you first, out of everyone in Equestria because I wanted to protect you most of all! If you want to wake up, or just ride out this dream to its natural conclusion, I won't stop you. I've even fixed it so you won't wake up until you decide to. Now that the Nightmare is gone, you should be safe for the rest of the night. Or you can give me a chance to explain, and to apologise."

Spike frowned, but sat down on a stool. "Okay, so explain."

"That thing was feeding off your pain, not your love, and it used this whole scenario to make you feel as bad as possible. If you'd woken up, it would have just buried itself in the depths of your mind, getting stronger and coming out each night to feed. So I couldn't risk you waking up. Knowing you're in a dream often destroys it, so I had to work within the dream, within what you understood to fight it."

"So why didn't you just stomp in and vaporise it right off?" At least Spike was no longer frowning, though he wasn't his usual cheery snarky self.

"It was tied into you memories, your emotions, your deepest fears. Attacking it directly would have either meant I had to hold back, and risk some part of it escaping to re-infect you, or go all out and risk damaging your mind along with it. It wasn't just the Nightmare, but the source of its powers, your fear of me abandoning you that had to be eliminated to make a clean sweep. Only you could face that fear, and only you could safely make the choice, destroy the fear along with the Nightmare."

Twilight sighed again, head drooping. "Given those limitations, I had no choice but to play act being weaker than I was, to maintain the illusion of the dream. I'm sorry for that, and I hope you can forgive me for it…"

She was suddenly hugged by a pair of draconic arms around her, and felt the side of Spike's head resting against her muzzle. "I understand, Twilight. I'm sorry I got mad. You said you wouldn't abandon me, and I guess that goes both ways."

Twilight returned the hug with one foreleg, and asked, "So you'll come help me?"

He stood back and posed proudly. "Spike, at your service! Uh… but you said I couldn't know it was a dream without breaking it. So why am I still here?"

"As I said before, I cast a spell that anchors you in the dream realm, anchors you to me actually, not powerful enough to stop you waking up if you will it, but capable of stopping you from accidentally wrecking it. I couldn't do that while you were entangled with the Nightmare, it would have been held too."

"So wait…" Spike suddenly looked thoughtful. "If this is a dream, then I can alter things a little?"

"I think so, but it's not something I've…" She came to a stop as Spike morphed suddenly. He was now twice the height of Twilight, even on her hind legs, clad in armour and had a set of shoulders a pony could walk on and a chin that same pony could use to crack boulders. "I figure if you need some heroing done, I should look the part."

"You don't need all that, it's what you have in here…" she went up on her hind legs and tried to tap his chest plate, then gave up and levitated herself level with it. "… that matters. You didn't need it to defeat King Sombra, or the Nightmare."

"Maybe I don't need it, but I've always day-dreamed of being like this and it won't hurt to have it, will it?… please?" Somehow he still managed to produce a set of puppy-dog eyes, despite his new appearance.

Twilight giggled, and used her gestalt spell to grab an impression of the dream events, not for her own appreciation but to update the Princess. Her brassard re-materialised, and she passed the gestalt along through her link to Princess Luna, along with a request. If they were going to do this, they should do it properly.

The response she got back wasn't words, but an amused approval, both of her resolution of the Nightmare and her request. She grinned, then set her face into a more serious expression. Spike was going to love this.

"Alright then. Spike, please kneel."

He did as he was asked, with a confused expression on his face. Considering his new size, that didn't do much to help her reach, but she just kept herself levitated. She bobbed forward to touch her horn on each of his shoulders.

"By the power vested in me by Princess Luna, Custodes Lunae, Keeper of the Lunar Crescent, Artisan of the Night Sky and Guardian of Dreams, I hereby dub thee, Sir Spike Nightmares Bane. May you face your future challenges with the courage and integrity you have shown in previous ones."

As she completed her speech, a tabard unfurled on his chest, midnight blue with Luna's cutie-mark emblazoned on it. She landed and materialised a full length mirror for him to look in. He practically bounded to his feet and stood, looking at himself.

"Oh wow! This is awesome! So I'm a knight for the night?"

"Not exactly, I couldn't do this without approval from Princess Luna, which means its official. It isn't a landed title, but it's a genuine patent of nobility. As far as I'm concerned, you deserve it, and she clearly agrees."

She pulled out her dream compass, and detached a medallion which developed a silvery chain as it floated over to Spike, and placed itself around his neck. "This links you to me, and to my powers. Hopefully we'll ultimately be able to split up and cover more area, and this will give you a way to call on me for the spells you need, and transport."

The heroically muscled anthropomorphic dragon dropped the amulet down inside his tabard. "Oh, this is going to be epic!"

"We'll see, and the first thing we've got to do is collect more recruits." Twilight said, orienting the still hovering dream compass, and looking for the next pony on her list. "Hold onto my mane, and let's go!"

Feeling Spike's hand on her mane, she cast her teleportation spell and they both vanished in a flash of moonlight.

**Author's Notes:** Okay, here I'm opening it to the peanut gallery! Reviewers, select a pony, and if you can think of one, a suitable peril for them to be in. It doesn't have to be physical, just so long as it's a fear a Nightmare could exploit. One with the most votes gets the next chapter. In case of a tie, the earlier suggestion goes first.


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